Form 4: Booking Holdings CEO Sells Shares Under 10b5-1 Plan

Sentiment:

Insider Transaction Report


Booking Holdings CEO Glenn D. Fogel disposed of 390 shares of common stock on November 17, 2025, under a pre-arranged 10b5-1 trading plan.

Summary

  • Glenn D. Fogel, CEO and President of Booking Holdings Inc. (BKNG), reported the sale of common stock.
  • The transactions occurred on November 17, 2025.
  • A total of 390 shares of common stock were disposed of directly.
  • These sales were executed pursuant to a Rule 10b5-1(c) trading plan adopted on December 9, 2024.
  • The sales prices for the common stock ranged from $4,873.79 to $5,044.85 per share.
  • Following these transactions, Mr. Fogel directly beneficially owns 21,751 shares of Booking Holdings Inc. common stock.
  • This Form 4 is the second of three filings reporting Mr. Fogel's transactions on November 17, 2025.

Sentiment

Score: 5

Explanation: The filing reports a pre-scheduled insider sale under a 10b5-1 plan, which is a routine disclosure. While insider selling can sometimes be viewed negatively, the pre-planned nature mitigates concerns that it's based on new, adverse non-public information.

Positives

  • Sales were conducted under a pre-arranged Rule 10b5-1(c) trading plan, indicating the transactions were scheduled in advance and not based on recent non-public information.

Negatives

  • CEO Glenn D. Fogel disposed of 390 shares of common stock.
  • Insider selling, even under a 10b5-1 plan, can sometimes be perceived negatively by the market.

Risks

  • Potential negative market perception due to insider selling, despite being pre-scheduled.

Future Outlook

na

Industry Context

na

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Trading Plan AdoptionGlenn D. Fogel adopted a Rule 10b5-1(c) sales plan.2024-12-09Provides an affirmative defense against insider trading allegations for pre-scheduled sales.

Stakeholder Impact

  • Shareholders may interpret the insider sale as a signal, though the 10b5-1 plan mitigates immediate concerns about the timing of the sale.

Next Steps

  • Booking Holdings will provide full information regarding the number of shares sold at each separate price upon request by the Commission staff.
  • Further Form 4 filings are expected for Mr. Fogel's remaining transactions on November 17, 2025, as this is the second of three reports.

Key Dates

DateDescription
2024-12-09Date the 10b5-1(c) sales plan was adopted.
2025-11-17Date of common stock transactions by Glenn D. Fogel.
2025-11-19Date the Form 4 was signed and filed.

Recommendation

hold

This Form 4 reports a routine, pre-scheduled sale of shares by the CEO under a 10b5-1 plan. Such transactions are typically not indicative of a change in the company's fundamental outlook or management's confidence. Therefore, it does not provide a basis for a change in investment recommendation. Investors should continue to hold based on broader company fundamentals and market conditions.

Keywords

Booking Holdings, BKNG, Glenn Fogel, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, CEO, Director, Travel Industry

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